The Changes We Make
by Juusan13
Summary: A battle is a battle; that at least is a given. In a battle such as the Battle of Five Armies, one can expect the worst: loss of hope, tragedy, death, betrayal. In such a battle, everyone, no matter how small, can make the biggest of changes. For in a battle such as this, change means everything. WARNING: Major and minor character death. Rated T to be safe
1. How I Changed Your Fate

A/N: Welcome to my first two-shot! I hope you enjoy!

Warning: I based this fic on the movie-verse of The Battle of Five Armies. Also, since the official DVD hasn't been released yet, I only have to depend on my memory of the movie. (Which is quite a while ago if I might add) Forgive me for any inconsistencies that you see and please do not hesitate to correct me!

Disclaimer: I do not own any of the familiar characters seen here or even the franchise. The idea is mine, though.

* * *

His head was pounding.

While Gandalf _had _warned them about the upcoming battle, he never expected it to be like _this. _

The chances were already bleak for their side, even from the very start when it seemed that the dwarves (even with the reinforcements from Dain) were ready to take on an entire contingent of Mirkwood elves and a village full of fishermen. Yet now as the three armies of the free people of Middle Earth united, albeit reluctantly, under a temporary alliance, it was still very evident to both sides of the battle on who had the upper hand in terms of, well, everything.

Why in Middle Earth had he, the respectable Bilbo Baggins even agreed to join this venture in the first place? Truthfully, he hadn't established a definite answer to that specific question yet. He also hadn't exactly discerned why he stayed on this foolish quest on the first place. Sure, he told the dwarves that he wanted to help them reclaim their home, had it really been worth all of the things they went through?

Bilbo had been contemplating on that thought for the past few days, with everything that happened; dealing with the guilt of awakening Smaug and setting him off on Laketown, facing the stress of hiding the Arkenstone from Thorin, actually pretending to look for the Arkenstone as per the King Under the Mountain's orders, watching as Thorin was slowly and surely being consumed by the dragon sickness.

He recalled a few moons past, when he and the Company escaped the goblin tunnels as well as facing Azog the Defiler on the cliff, he had been so sure then of his conviction to do everything in his power to assist them in reclaiming Erebor; yet that conviction seemed to be shaky lately. Oh dear, now his thought train was revolving around a basic idea. His mind was dulling; whether having been the product of being surrounded by 13 rowdy dwarves (or more accurately, 12 rowdy dwarves and one brooding Company leader), or plainly from the stress of battling/running from orc and warg packs.

"Bilbo!"

The voice of Dwalin immediately snapped Bilbo from his deep thinking. He cursed himself from being distracted from the still ongoing battle around him yet he sat up, confused. Dwalin was stooping over him, crouching down as if Bilbo was on the ground.

Wait, why was he lying down? Oh Yavanna, why was his head _pounding_? The answer struck him like a hammer. He vaguely recalled getting knocked out by a rather nasty blow to the head. At least that explained why his head was aching so much. He shook his head to gain his senses and took Dwalin's offered hand of assistance to stand up.

"Are ya alright, laddie?" Dwalin's concerned voice questioned him. No doubt it stemmed from finding the poor Hobbit out cold after a pack of goblins and orcs overwhelmed the two. In a battle as bloodthirsty as this, one can never stop worrying.

Bilbo waved his concern off, "I'm fine, just let me get my bearings."

Naturally the hardened warrior doubted his words yet trusted him nonetheless. The dwarf gave him a glare then proceeded to hunt down more opponents to exterminate; leaving Bilbo alone for a bit.

After a few seconds of heavy breathing and holding on to the crumbling wall for balance, Bilbo decided to contribute to their bleak side of this massive battle. He ran off to the direction he was facing, which happened to be towards the frozen waterfall.

As he was approaching the last bit of building before stepping on the waterfall, he suddenly remembered.

How he wish he hadn't.

He witnessed death before, of course he had. He watched the three trolls turn into stone; he watched as the dwarves fought and killed orcs and wargs before joining in and killing a few for himself; he had also killed more than a few spiders. Witnessing the death of beings of the darker races of Middle Earth had little to no effect on him now. Yet never in his short life (comparing to a dwarven lifespan) had he ever seen a member of the free races be killed before him.

He however, had unfortunately watched as life slowly faded from the eyes of his parents, one after the other. They died a natural death; that he could easily accept. They were getting old, and they died happy.

Of all the members of the Company, Fili was one of the least likely to die. It was natural to assume that as he was one of the youngest. Bilbo knew he had to expect death in a battle as fierce as this but having witnessed it on a person dear to him sent waves of pain to his heart.

He remembered Fili's pained expression as Azog drove his blade through him.

He remembered the sickening sound of said blade piercing skin.

He remembered Thorin's anguished cry for his heir.

He remembered faintly hearing Kili's screams of rage across the waterfall.

He remembered moments of stillness and quiet when Azog dropped Fili from the tower.

He remembered the feeling of helplessness as Fili fell.

Bilbo shook off the terrible memory. No use remembering that now, a battle was going on! Pull yourself together Bilbo Baggins!

He was _not _going to zone out again! Not while he could save lives!

The hobbit steeled himself and looked for the nearest fight. The only one within hearing range was the duel between Azog and Thorin. As much as he wanted to help, deep inside Bilbo knew Thorin would want to claim defeating the pale orc on his own. Damn that stubborn dwarf!

The two opponents were seemingly in a stalemate, the ice cracked all around them; risk of falling into the frigid waters was high, but still they fought. They fought with such ferocity to make their standoff in the Battle of Azanulbizar look like a friendly spar.

Bilbo found his body unable to move. The battle, while fierce, was mesmerizing. It was a beautiful but deadly dance with two opponents of equal skill. He watched as Thorin dodged yet another attempt of Azog to bash his head in with a weighted chain. As it fell, not touching its intended target, said target rushed forward trying to slash his opponent in the face.

Azog rapidly pulled his chain, shifting his weight to help move the hefty weapon. Thorin put a stop to his slashing motion to once again dodge an attack.

The more time passed, the more the duel seemed a cat and mouse game, Thorin was not getting an opening to strike Azog and Azog wasn't allowing him to find one. Despite this it was clear that both sides were tiring. One such rest period was observed for a few seconds. The need for rest was mutual between the opponents. Both were breathing heavily and staring each other down. The tension was still thick in the air; adrenaline and pure rage were the only things keeping the two standing on both feet.

One would stare in confusion as Thorin bent down to pick up the fallen weighted chain near him. Azog certainly did so for the stature of Thorin, of a dwarf in general, was not capable of utilizing that sort of weapon properly in heated battle. The dwarf then threw the weight to the arms of the frozen orc, who caught it easily. The adrenaline-driven mind of Azog could not comprehend as his rival stepped backward and watched him.

Bilbo too was confused. Was Thorin trying to give Azog assistance? Was he trying to even the playing field?

His questions were soon answered as he watched as the island of ice Azog (and previously Thorin, who stepped on to more stable ice) slowly tipped due to the imbalance of weight upon it. Thorin's actions were soon justified. Bilbo felt ashamed that he doubted his friend.

Azog realized too late on what Thorin was planning. He fell into the icy waters without much of a struggle.

The splash of the water brought reality back to Bilbo. He was finally capable of moving. The first thing he did was rush toward the exhausted dwarf, who was watching his foe float to the edge of the waterfall through the ice.

"Thorin!" he called, running across the cracks in the ice from the previous fight.

The dwarf was clearly surprised but nonetheless relieved upon seeing the hobbit.

"Bilbo! What are you still doing here?! You are not supposed to take part in this battle! Have you not said that another army would attack from the north – !"

"Thorin," Bilbo interrupted. "I am not going anywhere; I want to help you. The reason why I came up here in the first place is to increase the chances of survival for you, Dwalin, Kili – "

Thorin's eyes widened in horror in his realization, "KILI!" he shouted before running toward the opposite tower.

Before Bilbo began running to follow him, Thorin bellowed without looking back, "Master Baggins! If you truly want to help, I advise you to stay where you are!"

Frozen in shock, Bilbo started to stutter, "Wha-? Bu-but – !"

Thorin stopped his running for a moment to face him, "You would do me a great favor if you would remain here. Take out any stragglers nearby with that glowing sword of yours; I am capable of finding my nephew myself."

With that he sped off, leaving Bilbo alone.

Why that miserable, stubborn, hot-headed excuse of a dwarf! Bilbo knew very well that he only said that to keep him safe. He knew how to take care of himself thank you!

He also knew that Dwalin already took out all potential threats behind them and was likely heading off in the same direction where Thorin left to meet the incoming army.

Then the thought of Thorin's concern for him popped back into his mind. Had Thorin finally been cured of the Dragon Sickness? The idea brought newfound hope into the heart of the weary hobbit. He suddenly had faith that they might win this battle yet.

Their side wasn't looking so bleak now; Thorin had beaten Azog, the pale orc floating towards the end of the waterfall. Bilbo almost didn't believe it; he had to see the corpse drifting away again. Just to make sure. After all, Thorin was sure that Azog died of blood loss from the injuries he had given him in the Battle of Azanulbizar. Yet he had been wrong, for it had turned out that Azog was still alive a little less than a century and a half later, determined to wipe the line of Durin off of Middle Earth.

Bilbo traced Azog to nearly the edge. Even with all his battle scars, the orc commander looked almost peaceful underneath the ice; now that he couldn't harm him, even when he was virtually standing above him.

Or so he thought.

The last thing Bilbo expected was Azog's eyes opening, nor was he prepared when he blasted through the ice, effectively knocking Bilbo back a few meters.

Bilbo quickly tried to scramble to his feet and braced himself. Being the only target within sight, he alone would have to withstand the onslaught brought upon by Azog's rage. He was not proud of his chances as of the moment; his only weapon being Sting along with his limited combat experience; he was slightly wet from the splatters from Azog's ascension from the waterfall and he was already starting to shiver. Yet he still did not forget that while Azog had the upper hand in terms of brute strength, size, and experience, he _did _spend a few minutes or so submerged in frozen water. Adding to that, it was very likely that he was still exhausted from his battle with Thorin earlier.

Now was not the time to be overanalyzing! He had to concentrate on Azog! (And hopefully, surviving such)

Azog let loose an enraged roar, "_OAKENSHIELD!_" he bellowed.

The orc commander looked around frantically, his eyes resting on the tense form of the hobbit, holding his little dagger forward in an attempt to challenge him.

Seeing no one else to unleash his anger on, still fuming for the fact that Oakenshield had left before making sure of his demise. This was utter disrespect to him.

Bilbo had little time to react as Azog charged at him with full speed, his movements being as if he had not been previously submerged in freezing waters. He also had no idea how to act as Azog raised his blade, the one where his right arm should be, knocked Sting away from his hands and plunged said blade deep into the center of his chest.

* * *

A/N: Well. This seems like a good spot to end it, eh? Like I said in the first A/N, this will be a two-shot. I might be able to post the ending within two weeks, so don't fret! I am completing such as I am typing this! Oh and one more thing: Thank you for reading! And don't remember to drop in a review! Criticism is welcome, flames tolerated as long as you tell me why this sucks. :P


	2. How You Changed My Future

A/N: Oh dear me. The two weeks that I said I'd post this ended more than half a freaking year ago. I screwed up. I screwed up big time. I truly apologize for that and for anyone who waited for this. Procrastination and laziness got in the way.

Without further delay, I present to you the 2nd chapter. :3

Disclaimer: I do not own any of the familiar characters seen here or even the franchise. The idea is mine, though.

* * *

Thorin's feet were pounding against the crumbling fortress.

His sense of urgency was fueled by the need for him to know whether his sister-son was safe. He had finally bested that wretched orc filth once and for all. That fight had taken the most out of him, yet there was still more things to fight for, such as Kili.

Thorin had already lost Fili, he had been there to witness it; he will _not _fail to save another of his kin!

He had suffered many losses in his life, first and foremost the loss of Erebor to Smaug, their home, their history, their culture, and their _life;_ included in that was the loss of countless friends, kin, and comrades. He had only been 24 years of age at the time. Another notable loss in his life was when he was 53 at the Battle of Azanulbitar. Along with losing too many of his comrades, there he had lost his grandfather, his younger brother, and essentially his father as well for he was driven mad with grief.

Throughout his losses his pride had sunken lower and lower, taking menial jobs for the sake of his people. As the only remaining male in the main line of Durin, it was he who was looked up to by his people for support and leadership; twas a heavy burden, his only consoler had been the form of his sister, Dis, who had remained his only close kin for a long while.

It had been almost 60 years later when young Fili had been born. That was one of the few times of utter joy that he felt since losing Erebor. But the sight of a direct descendant of Durin being born in exile, away from the safety of stone walls had planted another seed of anger in his heart. This feeling intensified when his brother Kili had followed 5 years later.

When the brothers' father died not long after Kili had born, it was Thorin who had taken up the mantle of a male role model for the two. While consoling his sister, who had done the same for him many times previous, he had solidified his stance as a strong leader for Durin's folk in exile.

The thought of his two nephews had saved Thorin from completely breaking down more times than he would care to count. They had also given him more resolve to work towards the reclaiming of Erebor.

Yet looking at his current position, yes he had reclaimed Erebor, but at what price? One of his nephews lay dead and the other is still nowhere to be seen. He ignored the warnings of Gandalf and thus massively delayed the preparation for this battle. Yes, he was under the influence of the Dragon Sickness, but that still does not excuse the atrocities of his actions. Who knows how many dwarves lay dead because of him?

Adding to all aforementioned grievances, he had also possibly irreparably damaged his relations with the Company, his kin, and Bilbo.

He did not want them to forgive him, nor will he ask them to. He caused far too much harm this time. He will not hold anything against them should they decide to leave. It would hurt, yes, he accepted that but it was nonetheless deserved on his part. He will not allow them to forgive him, for he has not yet, or will ever forgive himself.

A dwarf could not ask for a more loyal Company, one of which who showed too much loyalty to begin with had been their resident burglar, the perplexing Bilbo Baggins. What had a dwarf such as he done to deserve such comrades? What had he done to deserve such faith and loyalty?

He recalled the burglar's pained face as he roared his announcement of his banishment, now as he looked back; it pained him deeply as well. Clearly the hobbit treated him as a dear friend, and now Thorin could see that his actions were necessary. Of all members in the Company, Bilbo was the one who had the most right to never forgive him.

The sight of the hobbit's relieved face as he witnessed Azog plunging into the frozen waterfall had been confusing for Thorin. After all that he endured from Thorin, how had he still found the compassion to care for him? How was he capable of openly showing his concern for him?

It was because of his concern, that Thorin was running to find his (hopefully) surviving nephew. His ears scanned the surrounding area for any sounds of combat. Off to the west he heard something; it was not combat, but of lamentation.

His heart froze at the sound, what could possibly be the cause of such despair? Fearing the worst, he dashed towards the source, his feet finding newfound strength and speed. Once he arrived, how he wished he hadn't.

All he saw was the limp, unmoving body of his nephew strewn on the floor, with an elf-maid crying above him looking as if she was trying to heal the gaping hole in Kili's midsection.

Thorin Oakenshield saw red. He was furious; no he was beyond that he was_ livid_. What had the elven scum done to his sister-son?!

He was about to open his mouth to release his barely-contained rage when he heard it.

"_OAKENSHIELD!"_

He knew that voice. He knew that voice too well. It was a voice that belonged to someone who he believed dead for a century and a half; now he had committed the same mistake once again.

He froze.

Yes, the battle-hardened Thorin Oakenshield _froze._

He found himself at a crossroads. Should he stay and check the current state of his nephew who may or may not even be alive anymore or run back to the waterfall where he left his dear friend Bilbo to bear the consequences of his mistake.

On one hand, his sister-son was one of the few members of his close family left, however Thorin must painfully accept the fact that he may have passed on now, along with the fact that Thorin had _very _minimal experience when it came to the healing arts. Bilbo on the other hand was a dear friend who was still very much alive; though that may not be the case for much longer if he had heeded Thorin's advice and stayed where he was.

He already failed and hurt Bilbo one time before; he must not fail him once again.

Yet his nephew was lying before him, helpless and mortally wounded. Should he trust the fate of his nephew to the elf-maid? A grudge he may hold on the race of the tree-lovers, but he vaguely recalled this particular elf listening fascinated as Kili relayed stories of his adventures on the roads around the Blue Mountains. It may seem that this elf had a fondness for him. At least, that is what his gut feeling told him.

Trusting this, he barked a short order to the elf-maid to take care of Kili and he dashed back to the place he came from.

Having been battling fiercely for the past few hours, one might assume that Thorin would be running on empty and would begin to experience fatigue. However, this was not the case. The fear of failing a dear friend once again renewed Thorin's vigor. Pure, unfiltered adrenaline running through his veins was the only thing giving him the energy to keep on going. Though if someone else was in his place at this moment, feeling the burden of the weight of all the sorrows he caused within a few hours, they would most likely would've gone mad. Fortunately for him, Thorin is a direct descendent of Durin, his bloodline was strong. His battle-hardened emotions haven't gotten him this far if it was not for that fact alone.

'_NO!' _He thought to himself. He shouldn't let his thoughts dawdle any more so than he did before! He _had _to concentrate on the lives he must save. On the lives that depended on him; the lives that trusted in him to save them. On the life of his dear friends. On _Bilbo._

He found himself nearing the fortress where Fili had died. Oh Aule, _Fili._ He cannot spare any moment to grieve since he was already nearing the place where he left his opponent whom he had mistakenly thought to be dead _again. _He readied his sword, ready to charge into the battle the moment he would step onto the ice.

He was ready for a physical battle, yet none of his training ever readied him for the psychological battle threatening at the innermost depths of his mind. That psychological battle was can only be triggered by an overflow severe emotional stress. Thorin had had his share of emotional stress in the last few hours to last a lifetime; he was still mortal, his long lifespan be damned, he couldn't take much more, his _resolve _couldn't take much more.

He was already at his limit given that his eldest nephew was dead, his younger one was mortally wounded and likely dead now as well, but the sight of a very dear friend on the floor, with the looming figure of Azog over him with his blade-arm plunged deep into his chest overcame his senses. His body, running on pure adrenaline suddenly seemed to be cut short of that supply of energy. He fell to his knees on the ice, disregarding the cold feeling creeping into his skin. He found his body unable to move, only limited to observing the haunting scene before him.

His sharp, hunter's eyes took in the minute details, the ragged breathing of Azog, his suppressed shivering, hinting that he really had been underwater for a few minutes. He saw his enemy's eyes, darting all around the area in front of him, as if trying to locate Thorin, his original opponent.

Thorin could hardly bring himself to concentrate his gaze on his fallen comrade on lying on the ice. His heart may possibly not take any more stress, yet he did so anyway. To his massive relief, he saw Bilbo's eyes, still barely lit with signs of life, he saw his mouth struggling to take in breath with the presence of the large figure above him.

Seeing his burglar alive (albeit barely) gave him the will he needed to stand up and charge at the threatening figure of Azog. Unfortunately his footsteps on the ice did not go unheard to Azog. He looked toward Thorin's direction and his gaze narrowed. He withdrew his blade-arm from Bilbo's chest (though curiously, instead of the _squelch _Thorin was expecting, he heard a very faint _shing _of metal against metal) and charged at his opponent.

To Thorin's luck, Azog was clearly showing signs of stiffness and fatigue, no doubt the aftereffects of being underwater, whilst he was recharged with newfound determination.

The two locked blades once more, engaging in yet another of their life or death battles of supremacy, but the both of them knew that this time would be the last for one of them. This was to be their final showdown, the deciding duel. They both knew that whichever side would win here would be the ultimate catalyst for the war. With these conclusions ringing in their minds they both attacked with seemingly equal amounts of ferocity, skill, and desperation.

After long period of their deadly dance, it seemed to last_ forever_, Thorin sidestepping a forward jab from Azog, and he in response swiped upward with his sword only to be blocked once again by that infuriating blade-arm. He recoiled lest Azog push against him and knock him off balance; the two adversaries mutually agreed to a few seconds of staring each other down to give their bodies some much needed rest. The only difference this time, after starting to attack once again, was that Thorin had _finally _found a lapse in Azog's concentration in the form of a slow withdrawal of his blade-arm. Acting quickly to capitalize on this, Thorin, raised his foot and brought it down on Azog's, and Thorin had stepped with all his might and momentum. This unexpected action led the fatigued orc to stumble back in surprise, giving Thorin the opening to charge sword-first and plunge his blade in Azog's chest.

Only after a few moments of holding down his sword over the orc general's heart did he connect that his position, leering over the face of his opponent, was eerily reminiscent of the way Azog had been to Bilbo.

'Bilbo!' He remembered. Thorin was about to abandon his fallen foe before he had stopped himself. He _could not_ allow Azog the Defiler to survive. Readjusting his grip on his sword, Thorin twisted the blade, earning himself several gurgling sounds from the general. Azog's cold blue eyes stared up in defiance to him, apparently still refusing to yield to him before the eerie glow of life had at last faded completely.

Not wanting to take any chances, Thorin had left the blade embedded in his body as he got off of it to catch his breath. He was physically and emotionally drained, yet he had to last longer. There was still a war to be won, and a friend to be saved.

He shuffled towards the place where Bilbo was lying, who had miraculously remained unaffected with the intense standoff happening only seconds before. He was thankfully still breathing, though it was ragged, labored, and painful to hear. Thorin quickly kneeled at Bilbo's side, taking his hand.

"Thorin?" His voice called, Aule, it was so _weak._

"I'm here, Bilbo," Thorin assured. "I will not leave your side. I will not make that mistake ever again."

Bilbo chuckled a bit before erupting in a coughing fit. Thorin immediately tried to offer his assistance but was stopped by Bilbo, who while coughing tried to sit up and support his upper body with his arms, and consequently failing miserably. He grudgingly accepted Thorin's assistance, and was now leaning against Thorin's arm.

"Foolish Hobbit!" Thorin growled. "I was already aware of your recklessness, but had I known that you would enter the proximity of the Battle, I would have given you something, _anything, _that would be of use for your protec – !"

He paused. His eyes widened in surprise as he suddenly recalled the one thing that he gave Bilbo before he had truly been taken over the accursed Dragon Sickness.

"Th-thorin?" Bilbo rasped, his voice scratched from the excessive coughing. "Is everything alright?"

Thorin affixed his eyes onto his Company's burglar, before slowly adjusting his position. He gently, almost gingerly opened the coat that Bilbo was wearing before letting out a sigh of relief.

Glittering brightly from the covers of faded clothes shone the chain links of legendary mithril.

Thorin almost wanted to refuse to believe it. Bilbo was still wearing his gift! He was still wearing a shirt of one of the strongest materials in all of Arda, the kind of material the Defiler's blade-arm could never hope to pierce.

Tears stung at his eyes, Thorin had done something good after all! Though he had failed countless others, including his kin (yet his jubilated mind repressed that thought for now, something joyous had finally happened, Thorin would find time to grieve after all of the battles was concluded), he still at least saved one dear friend.

Thorin thought that nothing would make this moment any greater than it already is, he felt a massive breeze blow through him. He looked upwards and saw reinforcements.

"Thorin!" Bilbo gasped. "The Eagles! The Eagles have come!" Unfortunately, Bilbo was left hacking out his lungs at the end of that statement, prompting Thorin to rub his back to somehow alleviate it.

"Do not strain yourself any further, my friend," Thorin whispered. "The outcome of this Battle does not look so bleak now; allies have come to assist us." As soon as he said that, a massive human-like figured leaped from one of the larger Eagles, seemingly shifting his shape into a beast while descending. It was the last of the Skin Changers, Beorn.

Bilbo widened his eyes at that statement. "Thorin! Yo-you still think of me as your friend?" He asked in disbelief. "After all of my failures and betrayals – ?"

Thorin cut him short of his exclamation. "It is I who have caused more failures my friend. And it is also I who betrayed you and the entire company." He shook his head. "I should ask you for forgiveness, but I know that I deserve none. My actions are inexcusable – !"

It was Bilbo's turn to cut him off. "You silly, dense, stubborn excuse of a Dwarf King!" Thorin almost jumped back in surprise had he not been the only thing keeping Bilbo upright. The normally polite Hobbit had the guts (and nerve) to call the official King Under the Mountain _silly._

Bilbo continued his tirade, "Yes, you did something unforgiveable: you let yourself get taken by Dragon Sickness, you betrayed the Company's trust and loyalty to you, and you banished me from Erebor for eternity, but that still does not change the fact that you are my best friend. After all, you did come through in the end, huh?" He snickered, triggering yet another onslaught of coughs.

Thorin snorted, "Had you been but a few inches taller, with broader shoulders, and a thicker beard, I would've mistaken you for a dwarf given your stubbornness, Master Hobbit."

"I'm just so glad, Thorin," Bilbo wheezed, much to Thorin's chargin. "You're back to your normal self, and now I can finally forgive you properly." He winked at Thorin, "Friends forgive each other, no matter what."

Thorin was beginning to worry about what in Arda was wrong with the Hobbit's lungs. They have yet to relax into a steady rhythm given the fact that the burglar had done nothing but sit and talk for the past few minutes. On the edge of his senses, he was starting to note the diminished sounds of combat, and sounds of triumph that did not sound like that of orcs or goblins.

"Do not speak another word, Bilbo," Thorin threatened. "The Company knows of our location. I am sure that they would arrive here soon. Oin should be among them."

'If he survived that is,' was left unsaid, but was implied nonetheless.

The two settled into an awkward silence with one another, listening in to the last wisps of combat occurring below. Though Bilbo's breathing remained heavily labored, increasing Thorin's concern with each passing minute.

"Thorin," Bilbo's voice murmured, startling the Dwarf out of his contemplative daze. Said Dwarf was about to interrupt when he saw the defiant look on his friend's eyes, shutting him up immediately. "I-I've done things no respectable Hobbit has ever even considered doing. I've also done things that no respectable Hobbit will ever attempt in their lifetime, regardless of the consequences. I'm sure that if Lobelia Sackville-Baggins saw what state I'm in right now, she would throw a fit and convince the entire Shire to banish me before taking over Bag End." He drew in another gasp of air. "Even the old Bilbo would wholeheartedly agree to that decision, but I'm not that old Bilbo anymore. I'm no longer that boring Hobbit content to living his life in the company of his old books and maps, sitting on his comfortable chair. Now that I've seen the world, I encountered and met most of the races that Middle Earth has, Dwarves, Wizards, Trolls, Elves, Goblins, Orcs, Men, and even a bloody _Dragon,_ and gained several good friends along the way."

Thorin was starting to dislike the course of what Bilbo was saying, but he trusted in him, made no move to stop him, and even ignored the painful sound of Bilbo trying to respire.

"I could never have done any of the things I did in the past months I've spent with the company as old Bilbo. Gandalf marking the door with his sign was undoubtedly the best thing to happen in my life. Without it, Balin, Dwalin, Kili, Fili, Ori, Nori, Dori, Oin, Gloin, Bifur, Bofur, and Bombur would have never stumbled into my life and wormed their hairy, Dwarven hands in my heart. Without that mark, I would have never met _you, _Thorin. Though you are by far the most difficult being I have ever dealt with, I still consider you to be a dear friend; my _best friend._"

Once again tears had begun to form in the eyes of the normally stoic Dwarf. He still had a hard time believing that the one he had hurt the most was still able to extend and voice his true friendship to Thorin despite the pain he must feel from the act of speaking itself. He tried to respond, but he was distracted by nearing sounds of Khuzdul, the source of which most likely being the rest of the Company.

"Thorin," he all but whispered, and Thorin's attention was once again focused solely on him. "I've fought so many battles, I don't even bother remembering exactly how many they were. Some of them were physical, some were psychological, but I weathered them all with you and the Company's help. For the love of Yavanna, I even participated in a war! All of this excitement has caught up to me, the weary Hobbit. I'm _tired_, Thorin. There is only so much a Hobbit like me can take. As I've said before, the only reason I made it this far is because of my companions, and you cannot fathom how grateful I am that Gandalf selected me for this journey, that you convinced the old Bilbo to look up from his dusty old book. Now that you've accomplished the goal you tried so hard to reach for so long, I'm content now. You have your home back, Smaug is vanquished, and the enemy armies are repelled. Now I can go home to Bag End, knowing that I made a difference in this quest, no matter how small. I can go back to the Shire, to my garden, my chair, my books, and live out the peace we've fought hard for without a single ounce of regret. I can finally see the meadow once again, the flowers, the trees, the breeze.

"I left all of that with a goal of going on an adventure, and an adventure did I experience. Despite the hardships, all the homesickness I felt throughout the entire journey, the lack of sleep and fatigue from being chased by orc packs all day, I enjoyed every second of it. I enjoyed the time I spent with everyone in the Company and Gandalf because of the sheer adrenaline whenever I felt as if we were going to die. I enjoyed the feeling of _living, _which you all taught me."

Thorin was unaware of the fact that Gandalf and the rest of the Company, sans Kili and Fili, were surrounding the two of them and all present were straining to hear the quickly diminishing voice of Bilbo Baggins.

"I'm happy to say that I lived my life, experienced all the joys and despair I could ever possibly hope to experience and that I feel complete. I've done all I can, affected what I should, and changed what I must. I feel absolutely tired, and with no qualms I can rest. I'm thankful that I was able to tell you all that I can possibly rant about."

At this point, everyone was so crowded upon their beloved Hobbit, as his words were almost impossible to hear.

"Thank you… Everyone…"

To the dozen gathered around the little, no longer moving figure of Bilbo Baggins, the world had screeched to a stop. Not a single sound was to be heard for a few seconds that seemed like eons.

"OIN!" Gandalf barked, and everyone immediately snapped up into place, knowing exactly what to do.

Oin rushed forward at Gandalf's call heading immediately to Bilbo's side. Gandalf himself crouched and positioned himself on Bilbo's other side opposite to Oin and started chanting rapidly. The rest of the Company backed off, knowing full well the persona Oin had whenever he shifted to _healer mode. _Noticeably, everyone had wet cheeks of silent anguish.

Only Thorin had not moved a single muscle, but even he had glistening streaks on his face, his long kept tears finally allowed to fall. He still sat upon the cold ice, still supporting the upright, cold, lifeless body of a dear friend.

On the outside, Thorin appeared to be cold as steel. Yet on the inside of his mind, he was in turmoil.

'WHY?!' was the question reverberating in his skull. 'He had a shirt of mithril, he was _PROTECTED!_'

The answer to his questions came in the form of Oin gasping, as he revealed what was hiding under his impenetrable armor.

Everyone present widened their eyes in horror as the biggest, and most horrid looking, purple-green bruise stood out against the Hobbit's pale skin. Not only that, but there was also a sickening dent at the epicenter of the bruise that definitely does _not _conform to his rib cage.

Even Gandalf stopped in his mutterings of his chanting to stare at the extent of what the Hobbit had been enduring during his speech earlier. Everyone wondered how the fragile Hobbit even spoke for so long.

At that moment, everyone knew there would be no saving the Burglar. Everyone knew that he had permanently departed. Everyone knew that he was finally resting, resting in a sleep that never ended. Everyone knew it. They just could not bear to accept it.

The Company already knew from Dwalin about Fili's untimely demise, and given the fact that Kili was absent, they also concluded that he too had joined his older brother. Earlier upon seeing that their Hobbit was still breathing safely in the arms of their King, they were filled with happiness, happiness that momentarily overcame the grief. However, hearing what he had been saying and seeing the life slowly fade from his eyes with every word he spoke, their sorrow only increased tenfold.

Here they were, the Company of Fourteen and a Wizard, reduced now to just eleven with the loss of their three youngest and most inexperienced members, openly showing their anguish over the outcome of the war, the Company that had seen and endured much already had finally reached their final straw. The dam of their suppressed emotions had finally been ruptured. All of their despair released at the same time. The battle-hardened common Dwarves turned warriors have now fallen. They may have won the war, but they lost too much to gain it.

Oin shook his head, a steady stream still leaking from his eyes. "I'm so sorry," he choked out. "There is nothing else I can do. This is beyond my ability." His shoulders slumped showing the helplessness he was feeling in this moment.

Gandalf sniffed, "I must agree with Master Oin. This is regrettably beyond even my skill as a Wizard." Never had the Company seen their Wizard companion look as old as the five thousand years he claims to be, yet at each passing moment, as the despair piles on his shoulders, Gandalf aged accordingly.

"Thorin?" Balin's quiet, cracking voice called. "I'm sorry to ask, but what exactly caused Bilbo's – ?" He choked out a sob, as he could not bear to utter the ending of that sentence, but nevertheless he was understood.

Thorin looked at his long-time friend and adviser with red-rimmed eyes. He stared long and hard at Balin but sighed and looked up towards the sky. "… Azog the Defiler," he whispered.

Even when all of them listening thought they could not handle any more surprise, they were taken aback, their eyes immediately veering towards the vile figure lying on the frozen landscape less than a few dozen meters away with the Goblin Cleaver buried almost completely to the hilt in his chest.

"He must be a hero," Ori said, with a louder volume than he intended.

Everyone looked at him in confusion, not certain what he was implying. Dori asked, "Ori, wha – ?"

"He _must _be a hero!" Ori said more loudly. "He fell, fighting against the great Azog the Defiler. He was defying him, fighting to hopefully end the war!"

"The lad's right ya know," Bofur piped up, being uncharacteristically silent. "He showed greater bravery than the all of us combined! I mean, he agreed to steal from the legendary Dragon, Smaug, he stole the Arkenstone from right under our noses, now he faced a foe who's been commanding armies way before our burglar was even born! If that doesn't qualify as hero material for the rest of ye, then I'd say you lot are a bit on the crazy side."

Bombur and Balin nodded in agreement.

"He defied Azog, eh?" Gloin mused. "Defier of the Defiler, he is then."

"I highly doubt that 'Defier' is even a word, Gloin," Oin scolded.

"Then let's make it a word then!" Nori exclaimed.

"Hmmph. There's no chance that we're not giving our Hobbit the recognition and honor he deserves!" Dori agreed.

Bifur and Dwalin grunted in approval.

Gandalf was meanwhile taking in the bitter sweetness of the scene before him. As the Company continued on with naming Bilbo's great exploits and achievements in honor of him, the fact alone that he was not here to hear this was disheartening. He was also worried about the Company leader, whom had lost the most today. He not only lost his two nephews who he raised and treated as sons, but he also lost one of the truest and most loyal friend that he had. Gandalf knew that in spite of the relatively short time that they knew one another, the two polar opposites had a bond that he could not possibly decipher.

It was at this time that the Company had agreed to locate and honor the Durin brothers, whom they knew had fought valiantly for the victory. With heavy hearts they set out to complete their task. Fili had been easy to find, as Dwalin had pointed out his last location on the opposite shore. With great care, Bombur and Bifur carried his body next to Bilbo's. Thorin had already laid his friend down on the ice and closed his eyes before kneeling down in front of him.

The Company by this time had fully accepted the strong likelihood of Kili's passing. They all knew his tenacity and that as long as he was still alive, no matter how gravely injured he was, he would always continue to fight.

Oin had been the one to find Kili, yet he was surprised to see the elf-maid who healed Kili from his poisoned arrow injury, holding him in her arms, weeping.

He was even more surprised to see the Elvenking Thranduil, himself talking to the elf-maid. Oin could neither understand nor hear whatever they were discussing but he waited patiently until the Elvenking left.

He was wary to approach the elf but he did so anyway, the distraught elf fortunately recognized him, being one of the Dwarves present when she had barged into Bard's house to heal Kili. There were a few seconds where none of them moved but she eventually nodded, somehow understanding what he needed to do. She carefully set Kili down on the floor of the crumbling fortress as if he were made of glass. She prepared to leave, yet as she was about to pass him, she paused and asked a question.

"What is the name of his mother?" she all but murmured.

Oin was thoroughly confused, but complied nonetheless. "She is Princess Dis, daughter of Lamis the princess consort of Thrain, son of Thror."

Her eyes shone of tears but contained deep gratitude within them. Without another word, she left, silent as the night.

Oin was now faced with bringing back the body of Kili which is quite a way back to the waterfall, he called out to the Company, hoping someone would hear him so that Kili's body may be carried with the dignity of a warrior who perished in battle. Besides, his age was catching up to him, and he seriously doubted his ability to be able to transport Kili without dragging him.

Thankfully, Dwalin and Nori arrived and they carried him without protest.

With all three of the fallen Company members gathered, they were finally able to grieve and mourn properly for their comrades. The mood wasn't as somber as one would expect since the Dwarves were constantly reminiscing the good times they shared with them, the bravery they showed throughout the entire journey, and the unforgettable experiences that strengthened their bonds as a Company altogether.

Even Thorin was sometimes seen smiling in amusement as some particularly hilarious exploits were shared. Though he and Gandalf had taken to smoking a bit of Longbottom Leaf.

The day was done and the war was won. They sustained losses but they wouldn't waste too much time lamenting over that. No, the Company was determined to immortalize their names into legend, as true heroes who have risen above and beyond their duties. Ori was tasked into penning their entire journey into an epic, starting of course from the Shire. The other members of the Company would help in providing more details and their own thoughts regarding their venture. Yes, all will be done in time. However, the main priority of a good number of their troops was to celebrate their victory – whether it be the victory in battle or the victory that their King will finally, rightfully rule Under the Mountain.

* * *

A/N: And there you have it. I know I have several more points to conclude but as I was writing this, it got longer and longer up until 15 pages! So I had to cut it here. The rest of this will be uploaded as an epilogue. I won't give myself a time period for this but I had a good chunk of it written already. :3


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